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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
DOTRONIX, INC.
________________________________________________________________________________
(Name of Issuer)
COMMON STOCK, $.05 PAR VALUE
________________________________________________________________________________
(Title of Class of Securities)
258564 10 3
_______________________________________________________________
(CUSIP Number)
WILLIAM S. SADLER, 160 FIRST STREET S.E., NEW BRIGHTON, MN 55112
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
NOVEMBER 8, 1996
_______________________________________________________________
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [_].
Check the following box if a fee is being paid with the statement [_]. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on following pages(s))
Page 1 of 4
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SCHEDULE 13D
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CUSIP NO. 258564 10 3
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
William S. Sadler
###-##-####
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
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SOURCE OF FUNDS*
4 PF
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6 USA
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SOLE VOTING POWER
7 1,088,407
NUMBER OF
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9 1,088,407
REPORTING
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 1,088,407
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 25.3%
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TYPE OF REPORTING PERSON*
14 IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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SCHEDULE 13D
This amendment No. 5 to Schedule 13D is being filed to reflect changes in the
amount and form of beneficial ownership of common stock of Dotronix, Inc.
ITEM 1. SECURITY AND ISSUER.
- ----------------------------
This statement relates to the Common Stock, $.05 par value (the "Common Stock"),
of Dotronix, Inc. (the "Issuer"). The Issuer's principal executive offices are
located at 160 First Street S.E., New Brighton, Minnesota 55112.
ITEM 2. IDENTITY AND BACKGROUND.
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The undersigned, William S. Sadler, is the Chief Executive Officer of the Issuer
and his business address is set forth above. He is a United States citizen.
The undersigned, during the last five years, has not been convicted in a
criminal proceeding (excluding traffic violations or other similar misdemeanors)
and has not been a party to a civil proceeding of a judicial or administrative
body that resulted in judgment or final order regarding violations of federal or
state securities laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
- ----------------------------------------------------------
The amount of funds used by the undersigned in purchasing 6,000 shares of Common
Stock on November 8, 1996, 26,000 shares of Common Stock on November 11, 1996
and 18,000 shares of Common Stock on November 12, 1996 was $65,035, and the
source of such funds was personal funds. None of such funds were borrowed or
otherwise obtained for the purpose of acquiring, holding, trading or voting the
securities.
ITEM 4. PURPOSE OF TRANSACTION.
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The purpose of the undersigned's acquisition of the shares of the Issuer is for
investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
- ---------------------------------------------
The undersigned beneficially owns 1,088,407 shares of Common Stock (including
(a) 10,759 shares of Common Stock that may be purchased pursuant to currently
exercisable stock options that vested on June 25, 1992, (b) 10,759 shares of
Common Stock that may be purchased pursuant to currently exercisable stock
options that vested on June 25, 1993, (c) 357,089 shares of Common Stock
directly owned and previously acquired, (d) 659,800 shares of Common Stock owned
and previosly acquired through Minnesota River Aviation, of which the
undersigned is the sole shareholder, and (e) the 50,000
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shares of Common Stock purchased as reported hereby), which constitutes 25.3% of
the shares of Common Stock of the Issuer. This percentage is based upon the
denominator of 4,285,135 outstanding shares of Common Stock as of November 18,
1996 plus 10,759 shares which may be purchased pursuant to currently exercisable
stock options. Except as otherwise noted above, the undersigned holds sole
voting power and power of disposition in connection with such shares.
Additionally, the undersigned's spouse owns 12,800 shares of Common Stock, for
which the undersigned disclaims beneficial ownership.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
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SECURITIES OF THE ISSUER.
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Incorporated by reference to Amendment No. 3 to this Schedule 13D.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
- -----------------------------------------
None.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true and complete.
Dated: November 25, 1996
/s/ William S. Sadler
_____________________________________
William S. Sadler
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